XML 90 R10.htm IDEA: XBRL DOCUMENT v3.2.0.727
Acquisitions Acquisitions Notes
6 Months Ended
Jun. 30, 2015
Business Combinations [Abstract]  
Acquisitions
Acquisitions    
The following assets acquired and liabilities assumed of CapitalSource Inc. are presented at their estimated fair values as of its April 7, 2014 acquisition date:
 
CapitalSource Inc.
 
(In thousands)
Assets Acquired:
 
Cash and due from banks
$
768,553

Interest‑earning deposits in financial institutions
60,612

Investment securities available‑for‑sale
382,797

FHLB stock
46,060

Loans and leases
6,877,427

Equipment leased to others under operating leases
160,015

Premises and equipment
12,663

Foreclosed assets
6,382

Income tax assets
304,856

Goodwill
1,526,282

Core deposit and customer relationship intangibles
6,720

Other assets
582,985

Total assets acquired
$
10,735,352

Liabilities Assumed:
 
Noninterest‑bearing deposits
$
4,631

Interest‑bearing deposits
6,236,419

Other borrowings
992,109

Subordinated debentures
300,918

Accrued interest payable and other liabilities
124,087

Total liabilities assumed
$
7,658,164

Total consideration paid
$
3,077,188

Summary of consideration:
 
Cash paid
$
483,118

PacWest common stock issued
2,594,070

Total
$
3,077,188


CapitalSource Inc. Merger
We acquired CapitalSource Inc. on April 7, 2014. As part of the merger, CapitalSource Bank (“CSB”), a wholly owned subsidiary of CapitalSource Inc., merged with and into Pacific Western Bank. We completed the merger in order to augment our loan and lease generation capabilities and to diversify our loan portfolio.
At closing, we created the CapitalSource Division of the Bank. The CapitalSource Division provides a full spectrum of financing solutions across numerous industries and property types to middle market businesses nationwide. When we refer to "CapitalSource Inc.," we are referring to the company acquired on April 7, 2014, and when we refer to the "CapitalSource Division," we are referring to a division of the Bank that lends throughout the United States, providing middle-market businesses asset-secured loans, equipment-secured loans and leases, cash flow loans, and real estate loans secured by various property types.
The CapitalSource Inc. merger has been accounted for under the acquisition method of accounting. The assets and liabilities, both tangible and intangible, were recorded at their estimated fair values as of the merger date. We made significant estimates and exercised significant judgment in estimating such fair values and accounting for the acquired assets and liabilities. The application of the acquisition method of accounting resulted in goodwill of $1.5 billion. All of the recognized goodwill was non‑deductible for tax purposes.
Acquisition-Related Charges
The following table presents the components of acquisition, integration and reorganization costs for the periods indicated:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
March 31,
 
June 30,
 
June 30,
 
2015
 
2015
 
2014
 
2015
 
2014
 
(In thousands)
Acquisition, Integration and Reorganization Costs:
 
 
 
 
 
 
 
 
 
Severance and employee-related
$

 
$

 
$
54,061

 
$

 
$
54,261

System conversion and integration

 

 
873

 

 
1,123

Asset write-downs, lease terminations and
 
 
 
 
 
 
 
 
 
   other facilities-related

 

 
5,703

 

 
5,703

Investment banking deal costs

 
1,050

 
16,117

 
1,050

 
16,117

Other (legal, accounting, insurance, consulting)
900

 
950

 
9,488

 
1,850

 
11,238

  Total acquisition, integration and
 
 
 
 
 
 
 
 
 
  reorganization costs
$
900

 
$
2,000

 
$
86,242

 
$
2,900

 
$
88,442